This is it, the apocalypse
by AquaDestinysEmbrace
Summary: A mysterious survivor saves Lee and Carley during a supply hunt and joins the group. Who is this survivor? What is this survivor hiding? What will happen to the group? Will some of their fates be changed? (Lee x Carley later on)
1. Chapter 1

"Find anything?"

"Nope."

Lee Everett sighed as he kicked away an empty bottle. He and Carley, a former news reporter, had gone out on a supply hunt in hopes of finding food or something useful.

"Lilly's gonna have a fit," said Lee.

"Doesn't she always?", Carley remarked, making Lee smile a bit.

He hopped over a piece of debris before he helped Carley down. It had been at least five weeks since zombies, that's right, ZOMBIES started roaming around. Lee had several close calls with them on the first day. He had found a young girl named Clementine in her treehouse and had been taking care of her since. He had met Carley when he and Kenny, a man he had made friends with as well as his family, came to Macon, Georgia. She and a man named Glenn had saved them from the zombies and helped them into Lee's parents' pharmacy, where the group she was with was hiding in. One of the members, Larry, had tried to attack Kenny's son when he thought he was bitten, but had a heart attack. Lee helped Lilly, Larry's daughter, get into the pharmacy to get nitroglycerin pills for him. Unfortunately, that caused the alarm to go off and attract the zombies, which they now call walkers. Carley nearly got eaten when she ran out of ammo, but Lee quickly saved her. One of the survivors, Doug, paid the price and was eaten by the walkers. Larry had knocked Lee out, despite him getting the pills. Kenny quickly came and saved him. They all ended up at a motor inn, which has been where they have been staying ever since.

"Wanna try this one?", Lee asked gesturing to a building. Carley shrugged.

"Sure. But remember, we have to be careful," she warned.

Lee nodded before the duo walked up to the building and opened up the door. Lee took a quick look around before they cautiously entered. They could see several items littered around the place. "OK, remember, grab anything you can find," Lee said. Carley nodded and they started looking.

After a few minutes, all they could find were a couple packets of ramen noodles, a box of medicine, and a few packets of Swiss Rolls. Carley sighed. "That's everything," she muttered. "We better get out of here."

They were just about to leave when they heard a banging noise coming from another room. The two froze and reached for their weapons as several walkers staggered into the room. They immediately fired and managed to kill at least five, but more started coming in, cornering them.

"What now?!", asked Carley as they backed away from the walkers.

"Psst!"

The two looked up to see a shadowy figure crouching in a hole in the wall that lead outside.

"Come with me, I can get you out of here!", said the mysterious figure.

"How can we trust you?", asked Lee.

"You wanna live or not?!", the figure retorted. Without hesitation, the two quickly jumped onto a shelf and were helped through the hole by the stranger just as the walkers reached them.

"Sheesh, you guys are a lot heavier than you look," the figure commented.

Lee opened his mouth to say something, but stopped when they saw who their rescuer was. It was a boy at least 14 or 15 with black hair hidden under a dark blue bandana. Some of his bangs stuck out from under it. The boy wore a high collared black jacket with a dark blue T-shirt and jeans. The boy had two bags slung over his shoulder and in his hand was a Glock 17 like Carley's. The boy blinked.

"What? Is there something on my face?", he asked. This earned a snicker from Carley and Lee.

"What? What'd I say?"

Lee chuckled before he smiled and said, "Thanks kid, we really owe ya one."

The teen placed his arms behind his head. "Well, I saw you surrounded by those zombies and I couldn't just leave ya there," he said.

"I'm Lee, and this is Carley," said the man.

"Name's... Max. Max Smith," the boy said hesitating. "You guys in a group?"

"Yeah. They're not to far from here," said Carley. "You want to come back with us?"

"Huh?"

"I mean, it's the least we can do to repay you," said Carley with a smile.

"Thank you so much! You have no idea where I had to sleep since this started!", Max cried. "You do know that Lilly's gonna be angry that we didn't get a lot of stuff, right?", asked Lee. "Lilly? Is that a member of your group?", asked Max. "Yeah, ever since we got to the motor inn, she's been acting like the leader and has been sending us out on supply hunts. Obviously, she gets mad when we barely find anything," Carley explained.

"Well, I have some food," Max said as he set down his bag and pulled out several items of food.

"Holy crap!", Lee exclaimed. Max chuckled. "I'm guessing this is the most food you've seen in a while?", he asked. They nodded. Suddenly, they heard some growling coming from around a corner. "And that's our cue to leave!", Max said. "This way!", Carley exclaimed as the trio ducked around another corner and avoided the walkers.

...

...

Max stopped walking and stared at the motor inn. "This is where you've been staying?", asked the teen. Lee nodded. "You guys did a pretty good job barricading it," Max stated as they walked towards the gate.

"We're back!", Lee called as he pushed the gate open and let Carley and Max in before putting the gate back into place.

"Whoa, hold on, who the h**l is this?!", Lilly demanded as she stomped up to them.

"This is Max. He saved us when we were cornered by walkers," Lee explained.

"And he's got food," added Carley.

Max opened up one of his bags and showed some of the food. Lilly was silent before she looked back up at them. "That's great, but you can't just keep bringing more people here!", she exclaimed. "Whoa, whoa, whoa, whoa! Chill out lady!", Max said holding his hands up. "Do you all have any idea what it's like out to have to climb up into a tree to avoid walkers and tie yourself down so you won't fall out while you're sleeping and swatting away birds that won't stop pecking at your head?"

"You slept in a tree?", Clementine asked. The frown left Max's face and was replaced by a smile. "Yeah, trust me, it's not as fun as it sounds," he said scratching the back of his head. "I say we let the kid stay with us," Kenny piped up. "And why should we?", Larry asked glaring at the man. Kenny frowned and said, "Cause we can't just leave a kid like him out alone where the walkers can get him!"

"He'll just be another mouth to feed!", Larry growled. Max frowned and stepped forward, but Carley grabbed the collar of his shirt and pulled him back. "You better stay out of this one," she told him.

"He's just a kid! If we threw him out, we'd just be heartless monsters tossing him to his death!", said Lee.

"Dad, just let this one go, alright?", Lilly asked trying to calm him down. Larry glared at them before he glared at Max said, "Fine, but if you do anything that puts Lilly or anyone in danger, you're out!"

"DAD!", Lilly exclaimed running after the older man, leaving Kenny, Lee, Carley, and Max glaring at him.

"That guy's a jerk," Max commented. "You got that right, kid," Kenny said.

"It's Max," said the teen.

"Kenny. My wife Katjaa and my boy Duck are over there," he said jabbing his thumb towards Kat and Duck. The two waved. Max smiled and waved back before he looked back at Kenny. "Why's he named Duck?"

"He's never bothered by anything, like water off a duck's back," Kenny explained. Max nodded.

"You're lucky we've got a couple spare rooms left," he said as he walked over to one and opened up the door. "Don't worry, we've cleared this place out," he reassured. "You go ahead and get settled in."

"Alright," Max said as he walked in and closed the door. He set his stuff down on a table and sat down on the bed. A moment later, he reached up and pulled his bandana off, letting his, or rather, HER long black hair fall down her back. She sighed, got up, and looked through the blinds and watched the group.

_"Sorry, but... I'm not ready to tell you guys everything about me...", _she thought.


	2. Chapter 2

BANG BANG BANG BANG!

Max bolted up at the noise and quickly looked around as she grabbed her gun.

"Max, get up!", Lee called from outside. "You wanna eat?"

Sighing in relief, she put the gun away before she wrapped her hair up and tied her bandana back on. She opened the door and stepped outside, finding the group sitting in a circle outside. Carley looked over her shoulder and smiled. "Hey sleepy head," she greeted.

"Morning," Max said with a yawn. "Man, I haven't slept on anything soft like that in ages!", she said as she plopped down into a lawn chair. Mark held a pack of crackers out to her. "You want some?", he asked.

The disguised girl blinked. "Um... yeah, sure," she said as she took the pack and opened it.

"So where you from, kid?", Larry asked eying her suspiciously.

"First of all, my name's not 'Kid', it's Max, and second, I'm from Orchard Hill," Max said.

"Orchard Hill? That's pretty far," said Katjaa.

"Ah, not really. When the dead started showing up, I managed to hitch a ride with a friend and got at least twenty miles away until we crashed into a walker. My friend was unconscious and I tried to wake him up, but it was no use. I then ran into the forest and was stuck hiding and sleeping in trees for the next five weeks. I go to Macon to find me some supplies, and during one of my runs through town, I found these guys surrounded by walkers," she said jabbing her thumb towards Lee and Carley.

"That was pretty brave of you," said Carley. "How old are you, anyway?"

"14," Max answered.

"Cool!", Duck exclaimed. "I'm 10!"

"8," Clementine said meekly. "You wanna see some pictures we drew?"

"Uh... sure," Max said as she got up and Duck grabbed her hand as he and Clementine lead her over to a colorful chalk drawing on the ground. "Whaddya think? We drew this all by ourselves!", Duck exclaimed.

Max smiled. "That's cool."

Clementine held out a piece of chalk. "Do you wanna draw?", she asked.

The teen couldn't help but smile at the younger girl. "Alright," she said as she took the piece of chalk and sat down with them.

Lee smiled as he, Kenny, and Carley watched the scene. "Well, it seems like Max is getting along with the kids just fine," he remarked.

"I don't trust him," Larry said as he stepped next to them. Kenny glared at him. "You don't trust anybody, Larry!", he shot back.

"He could be a threat to us!", said Larry.

"He saved us. He seems trustworthy enough," said Carley.

"Fine, but I'm keeping my eye on him," Larry said with a sneer before he walked away. Lee and Carley both sighed in annoyance.

Nearby, Max had drawn a farm with Clementine and Duck. She was currently drawing a fence, which looked pretty good.

"Whatcha working on there?", Lee asked as he walked up to them.

"We're drawing a farm! Duck's drawing the buildings, I'm drawing the animals, and Max is drawing the fence and grass! He's really good at it!", Clementine said. Max smiled and scratched the back of his head. "Ah, stop, you're embarrassing me," she said. "Max!", Lilly called from her spot on top of the RV. The disguised girl looked up and asked, "What?"

"Would you like a turn keeping watch?"

Max got up and walked up to the vehicle. "Depends. What am I supposed to do?"

"You keep a lookout for any walkers or anyone suspicious and warn us," Lilly explained. "Sounds simple enough," Max said as she climbed up the ladder on the RV. "Trust me, it's not as easy as it looks," Lilly stated. Max shrugged and sat on the lawn chair and placed the rifle in her lap.

Later...

An hour had passed since Max had took Lilly's post. Lilly looked up and smirked when she saw Max staring at everyone with a bored expression.

"How you doing up there, kid?", she asked. "I'm bored out of my mind," Max said. "Can I come down now?!"

"Yeah, you can," Lilly said. She got a response of 'Finally!', as the teen climbed down the ladder and trudged over to a laundry chair. The girl sighed as she leaned her head back and closed her eyes.

A moment later, a soccer ball rolled over to her feet. She opened her eyes, leaned down, and picked it up. "Hey!", Duck cried. Max looked up to see Clementine and Duck standing several feet away from them. "Pass it over here!", Duck yelled. Smiling, she tossed the ball over to him and watched as the two kids kicked the ball back and forth.

After a while, Clementine, noticed her staring at them and asked, "Do you want to play with us?"

Max nodded with a smile. "Sure, why not? You want me to be the goalie?", she asked. Duck eagerly nodded. The girl got up and stood in front of two barrels which would be the goal. She grinned at the two kids in front of her. "Alright, let's see if you can get the ball past me," she said. As soon as those words left her mouth, the younger kids ran forwards and started kicking the ball. Max got ready to intercept and grinned as Duck kicked the ball past her and into the homemade goal.

After several minutes of playing, the result was that the kids managed to win. "Alright guys, I think that's enough," the teenage girl said. The two younger children groaned. "I might play with you guys later, alright?", she said before walking away.

"Seems that the kids have taken a liking to you."

Max tilted her head and saw Carley walking up to her. "Oh. Hi Carley."

"So what do you think of the motor inn?", asked the former reporter.

The younger girl in disguise shrugged. "It's alright. So are the people here," she said before glancing at Larry with a frown. "That guy's a total pain in the a**, though."

"Everyone thinks that too. Just try not to get in fights with him, OK?", Carley asked. Max sighed. "Alright, as long as he doesn't tick me off."

Carley smiled and patted her head. "That's good. See you," she said as she walked away. Max smiled and gazed up at the sky.

_"You know... I think it's gonna be OK..."_


	3. Chapter 3

"MAX!", a loud voice yelled in Max's ear.

"WHO THE?!", the girl yelled as her eyes snapped open and she bolted out of the lawn chair and ran forward only to run face first into the RV. This caused nearly everyone to laugh out loud. The teen groaned as she hoisted herself up and clutched her face. "What?", she asked with a hint of annoyance.

"Lee, Mark, and Kenny wanted to know if you wanted to go hunting with them today," Lilly said.

"Yeah, sure. Just give me a minute," she muttered as she went into her hotel room clutching her nose. Ignoring her growling stomach, she grabbed her gun and walked back outside and to the gates, where Lee, Mark, and Kenny were waiting. "You ready?", asked Kenny. Max nodded. "Let's go," she said.

"Be careful," said Carley.

"Aren't we always?", Lee asked with a smile. Carley smiled back. This did not go unnoticed by Max, who simply smirked.

It had been three months since Max had arrived at the motor inn. During those past three months, they had started to grow short on food, so they resorted to hunting.

The four then walked across the street and into the woods. After trekking about fifty feet into the woods and seeing nothing, Mark turned to the other three.

"Let's split up. We'll probably have a better chance of finding food that way," said Mark.

"Good idea. I'll go this way, Max, you stick with Lee and Mark, alright?", said Kenny.

"You got it," she said as they split up. Max looked around the trees hoping to find some sort of food, but had no luck. _"Maybe there's something up in the trees," _she thought as she looked up at the branches, watching closely for anything resting in the trees, such as squirrels or birds. However, she wasn't looking where she was going and ended up bumping into Mark when he suddenly stopped walking.

"Oof!"

"Shh!", Lee hissed as the trio immediately shut their mouths and heard the sound of growling coming from nearby. Lee gripped the axe in his hand tightly as they turned to where the sound was coming from, which was behind a bush. "I'll take this one," he whispered. Quietly, he snuck up to it and found a walker eating a rabbit. Lee raised the axe high above his head and brought it down chopping into the walker's head.

Mark and Max walked up to him as he pulled the axe out. "So what'd they get this time?", asked Mark.

"Looks like a rabbit," said Lee.

"Great. Another meal lost," Mark groaned as they walked away from the corpse. "I still can't believe we went through all that commissary food in just three months! It seemed like so much at the time."

"Maybe you shouldn't have opened the door," said Lee.

"Yeah, but if I didn't, I'd most likely BE food for the walkers by now. Trust me guys, I have no regrets," said Mark.

Max looked at the man and said, "A rabbit's not much of a meal, Mark, but I'd eat it. All of us are hungry."

"No kidding. When I accidentally grabbed Carley's rations the other night, I thought she was gonna take my hand off!", said Mark. Max sighed, remembering the slightly comedic moment.

"We're all a little on the edge. Just cut her some slack, alright?", asked Lee.

"Yeah, you're right. I just wish I knew how much food we have left," said Mark. "You're gonna have to ask Lilly about that. She's the one handling the rations," said Max. "Or mishandling if you ask Kenny," said Mark. Lee looked back at him and said, "He's just worried about Duck getting enough to eat. I worry about Clementine too."

"Hey guys, you think Kenny's having any better luck than we are?", asked Max. "I hope so," muttered Lee. "Yeah, between the lack of food and Kenny and Lilly fighting all the time, things are getting pretty tense back at the motor inn," said Mark. "You know that Kenny's been talking about taking off with his family if he gets that RV running."

"Kenny won't abandon us. He's a good guy," Max said with a smile.

"I guess you're right, Max," Mark said. "Can't blame him though. Did you hear Larry going off on him last night?"

The girl frowned, remembering how the old man nearly woke everyone up with his shouting in the middle of the night. Max wanted to throw her boot at him to shut him up. "Yeah. What's his deal, anyway?", she asked. "He seems to have a problem with mostly Lee."

"He's an old racist a**hole, that's his deal," said Lee.

"Well, he needs to find a way to get over that and pull his weight. Heart problems or not, all of us should be out here looking for food," said Mark. "I know that Lilly thinks that he's getting weaker, but the guy's all muscle! He's like a walking bulldozer!"

Lee sighed, remembering how he ungratefully punched him in the face, even after getting him nitroglycerin pills for his heart back at the pharmacy.

"No way I wanna be stuck in the same room with that jerk!", said Max. She then heard the sound of wings flapping. She looked up and saw a bird land on a tree branch. Mark immediately hid behind a rock, aimed the rifle at the bird, and looked through the scope. Max quickly walked over to him and said, "Mark, don't. Gunshots will attract walkers. One bird's not worth it, anyway."

Mark sighed. "I know, kid... I'm just so freakin' hungry..."

Suddenly, a loud cry of pain was heard.

"Was that Kenny?!", asked Max. "I don't know! Come on!", Lee yelled as the trio hopped up and bolted through the forest towards the direction the scream came from.

"AAAAAAH!"

"This way!", Lee yelled as they ran towards the left. They found two teenage boys both wearing letterman jackets standing over a man caught in a bear trap. One of the teens watched nervously as the shorter one desperately tried to free the man.

"Oh my...", Max said as she took a step back. The teenagers heard her and gasped.

"Oh sh**! Please don't kill us!", the shorter one of the two said as he jumped up. "We just wanna help our teacher!"

Kenny then came running down a hill and stopped in front of Lee, Max, and Mark. "You guys OK?", he asked.

"Get it off! Get it off!", the teacher cried.

"Travis, maybe these people can help!", the taller teenage boy said. "These guys might be the same ones that raided our camp! Remember, we barely got away from that!", said the other teen.

"Chill out! We're not gonna hurt you!", said Max.

"What the h**l happened?!", asked Lee. The taller boy with brown hair spoke up.

"Mr. Parker said we should stay off the streets! We were trying to be careful, but-"

"Rrrrrggghh!"

"We gotta help these guys!", Mark exclaimed.

"PLEASE!"

"Ben, shut up! My dad was in Special Forces, I know what I'm doing!", said the shorter boy, which they presumed was Travis.

"Please, just see if you can help him out! After that, you can just leave us or whatever!", said the taller boy, now known as Ben.

"We have to get this guy outta there!", said Lee.

"Thank you! Thank you so much!", said the teacher. Mark and Max knelt down and examined the trap. "Lee, this trap's been altered. There's no release switch!", Mark exclaimed. Travis turned around and gasped. "Oh no..."

Max looked over her shoulder and her eyes went wide. Several walkers were staggering towards them.

"Sh**! Walkers!", she exclaimed.

"It's now or never, Lee!", said Kenny.

"Kenny, hold the walkers off! Mark, get the boys back!", Lee ordered as he stepped up to the bear trap. "Max, get back!"

Max backed away from the trap as Lee chopped on the chain, but couldn't get it loose. She then noticed his gaze linger over to the leg.

"Lee, wait, you're not gonna-?!"

"I'm gonna have to cut you out!", the older man said as he raised the axe above his head.

"No, please! Not that!", the teacher cried. Lee then brought the axe down on the leg and chopped into it. Max watched in horror as Lee chopped into the leg four more times before it was completely severed. The teacher then passed out. Kenny, Ben, Mark, and Travis ran over to them and stared in shock. Travis immediately whipped around and vomited. "Holy crap... is he...?", asked Mark.

"He passed out," answered Lee.

"If he's alive, grab him and let's get out of here!", Kenny exclaimed. Mark picked the man up and hoisted him over his shoulder before he and Kenny started running. Max was about to run too when she turned around and saw Travis hunched over wiping his mouth.

"COME ON!", she yelled as she dashed over to him and grabbed him by the jacket, yanking him away from a walker that was about to bite into him.

"Move your a**!", she exclaimed as she dragged him away from the oncoming walkers. They dashed through the forest and ran towards the direction of the motor inn, the only safe place in the area.


	4. Chapter 4

Compared to the chaos that was happening in the forest, things were peaceful back at the motor inn. Lilly sat on top of the RV keeping watch. Carley was fast asleep on the couch under the RV roof. Nearby, Duck was drawing on a piece of wood while Katjaa knelt down to see what he drew. Clementine was currently kicking a soccer ball at some barrels that served as a goal. Lilly's gaze drifted over to her father, who was working on the fence. She gave a rare smile, but the smile quickly faded as she heard rustling coming from the woods. She gave a sharp whistle to the group as she grabbed her rifle and aimed it at the forest.

Everyone immediately got into a crouching position as Carley woke up and quickly knelt down and grabbed her gun.

Lee, Mark, Kenny, Max, along with two teenage boys and a man that was slung over Mark's shoulders, dashed out of the bushes.

"Get the gates open! We've got wounded!", Lee yelled.

"Sh**. What the h**l are they doing?!", Lilly asked as she climbed off of the RV.

"Come on, come on...", Max muttered as she and Lee pushed the gates open. As soon as they stepped in, they were bombarded with questions.

"What's going on?"

"Who the h**l are these people?!"

"Who's that?"

"I don't have time to explain," said Lee.

"Lee, are you OK?"

"Get him into the truck. I'll see what I can do," Kat said as Mark placed the teacher in the back of the pickup truck. "Can you fix him, Kat?", asked Kenny.

"Lee! LEE! What the h**l?! You can't just keep bringing new people in here What are you thinking?!", Lilly snapped. Carley sighed and shook her head as the other woman yelled.

"Hey, you wanna calm down for a f**king minute?!", Kenny shot back. "HEY! You watch your mouth!", Larry yelled.

"No, I don't! I want to know why all of you thought that bringing more mouths to feed was a good idea!", Lilly said.

"This guy would have died if we left him!", Max stated.

"So what?!", Larry asked. Max turned on her heel and glared at the man. "So we thought we could save him by bringing him here!", she countered.

"We are not responsible for every struggling survivor we find out there! We have to focus on our group right here, right now," said Lilly. "Hang on, we haven't even talked to these people yet! Maybe they can be helpful around here!", Carley said.

"Thank you!", Max said to Carley.

"Lilly, come on. These guys are just like us trying to survive this thing! We've gotta stick together to survive!", said Mark. "Mark, the only reason you're here is because you had food. Enough for all of us. But now the food's almost gone, and we have maybe a week's worth of it left! And I don't suppose that you are carrying any groceries, are you?", Lilly said as she turned to Ben and Travis. Ben looked at the ground. "Um... no," he admitted. "Do you see any bags in our hands?", Travis snapped.

"Whatever. You guys can fight it out," Mark said as he left to work on the fence. "Welcome to the family, guys."

Clementine walked over to Ben and tugged on his sleeve as well as Travis's. "Come over here and see what I drew."

"What? No, I-", Ben began to say.

"Just go with her, alright?", asked Max. Ben sighed in defeat and let the little girl drag him and his friend over to her drawings. Kenny walked up to Lilly and said, "You know, you like to think that you're the leader of this group, but we can make our own decisions, you know! This isn't your own personal dictatorship!"

"Oh come on! You two are being dramatic!", Carley exclaimed. Kenny and Lilly glared at her, but she ignored them. "Everything somehow turns into a power struggle between you two! I'm not gonna be a part of that!," the former reporter said as she walked away and sat down watching Clementine and Duck draw.

"Me either. Later," Max said as she trudged away from the group. She walked over to where Clem, Ben, Travis, Carley, and Duck were sitting and collapsed in a chair. "Are you OK, Max?", Clem asked looking away from her drawing. Max smiled slightly. "Yeah, Clementine. Just a little stressed out, that's all," she said. She looked over her shoulder and saw Lilly shoving some food into Lee's hand. _"Guess that Lee's handing out the rations today," _she thought as she looked back at the kids. Lee then walked over to them.

"Hi Clementine," he greeted. "How you doing?"

"OK," the little girl answered.

"Where's your hat?", Lee asked, noticing that it was missing. "I don't know. Can you help me find it?", she asked. Lee smiled. "Sure. Do you remember the time you lost it?", he asked.

"I had it a couple days ago," she said.

"I promise I'll find it. I'll let you know when I do," said Lee.

"Thank you Lee," Clementine said.

"By the way, you need something to eat," Lee said as he handed her an apple half.

"I love apples! Thank you Lee. Are there anymore?", asked Clementine.

"I'm afraid not. That was the last of them."

"Oh... Uh..."

Lee smiled. "Enjoy it. You deserve it, Clem," he said as he looked at Duck. "How you doing, Duck?", he asked.

"OK. Me and Clementine are coloring," said Duck.

Clementine held up her drawing. "Guess what it is," she said.

Ben glanced at it and said, "I don't know. A dog?"

Travis shrugged. "A pig?"

"Oh, I know! It's a goat, right?", Duck asked.

"No!", she said. Max held back a snicker and looked at the drawing. "Is it a cat?", she asked. Clementine smiled and nodded.

Lee chuckled and looked back at Duck. "You were pretty brave back there when we brought that guy in," he stated. Duck grinned. "That's cause I know that Mom can fix him!", he exclaimed. "You want some food?", asked Lee. Duck looked at him with an eager expression as the man handed him a slice of jerkey. "Thanks, I'm starving!", he said.

Lee then got up and looked at Max. "Hey Max," he greeted. "How you holding up?"

The disguised girl shrugged. "OK, I guess," she said. "Still a little stressed out after what happened in the woods." She glanced at Kat, who was working on patching up the teacher. "I just hope that Kat can fix him up," she muttered.

"Here. You need something to eat," he said as he held out a packet of crackers.

She shook her head. "No thanks. I'm good."

Just then, her stomach growled loudly.

_"Shut up!", _she thought.

Lee raised an eyebrow. "You sure?", he asked. Max put on a fake smile and nodded. "Yeah. I'm alright. I don't need any right now. Just worry about the others," she said.

Lee shrugged. "If you say so," he said as he left. Max sighed and leaned her head against the chair.

A few minutes later, Lee came back and walked up to Carley.

"Hey Carley. Sleeping any better?", he asked. The former reporter shook her head. "No, not really," she said. "Are you still thinking about what happened at the drugstore?", asked Lee. She nodded.

Max heard this and leaned forward in interest. "Lilly's having me hand out the food today," he said.

"That can't be an easy job," Carley remarked. "It's not. I won't be able to feed everyone here, so what should I do?", he asked. "Well, if you wanna get in good with Lilly, I'd make sure that Larry gets some food, even though he's a real pain in the a**," she said quietly so the kids couldn't hear. "I'd also make sure Kenny and his family gets some food so they remember you if they ever leave."

"What about you? You need food too," said Lee. "We ALL need food, Lee," Carley pointed out. "I can't really tell you what to do. But whatever happens, I know you'll be trying to do the right thing." Lee smiled. "Thanks Carley," he said. Hearing this, a goofy smile appeared on Max's face.

"You want something to eat?", he asked as he pulled out a packet of crackers. "How about you? You look like crap, Lee. When's the last time you ate?", she asked. "I'm OK," Lee said as he put the food back in his pocket. "I want you to have this, incase you or Clementine start to feel weak," said Carley. "I know I said it didn't matter when you saved me instead of Doug back at the drugstore but-"

"You don't owe me anything, Carley," said Lee before he walked away. Carley then noticed the goofy smile on Max's face.

"What're you smiling at?", the former reporter asked raising an eyebrow.

"Nothing," Max said in a singsong voice.

"Come on, tell me," Carley said with a smirk.

"Nope," Max said leaning back in her chair.

"You're no fun."

Max flashed a teasing grin before she looked at the two teenage boys next to her. "So who are you guys? Our group will wanna know."

"Ben. Ben Paul."

"Travis."

Max nodded. "I'm Max. Max Smith. This here is Clementine, Duck, and Carley," she said.

Ben looked over his shoulder. "That man you guys saved earlier is Mr. Parker, our band teacher. We came from Stone Mountain for the playoffs when... when all of this started happening," he explained.

"Well, I'm sure that Katjaa will be able to fix him up," Max said reassuringly. "I hope so," Ben muttered. "Is Katjaa some sort of doctor?", asked Travis. "Yeah, I guess you could say that," said Max.

"Ken, Lee, Max, come here please," Katjaa called.

"What now?", Max asked as she got up and walked over to the truck with Kenny and Lee.

"He didn't make it, did he?", asked Kenny. Katjaa shook her head. "He lost too much blood," said Kat.

"Son of a... I'm getting sick of this sh**," Kenny growled as he walked away, kicking a bottle in the process.

"Ken, wait, come back. There's nothing-"

"Katjaa, let him go," said Lee.

"But-"

"He just needs time, that's all. It's been a pretty rough morning," said Lee.

"That man you brought... I tried, but he was never going to survive," said Kat.

"Welll, at least he's not our problem anymore," muttered Lee. Max looked back at Ben and Travis. "What are we gonna tell them?", she asked.

Before anyone could say something, two cold hands rose up from the truck and and grabbed Katjaa from behind.

"SH**!", Max exclaimed as she leapt into action. Along with Lee, she pried the dead teacher away from Kat and pushed him back into the truck.

"THE AXE! HURRY!", she shouted before she was yanked into the trunk by the walker. She quickly grabbed its head and smashed it against the sides of the trunk.

"Watch out!", Lee warned as he grabbed a wooden plank and smacked the walker in the face, sending him back.

"Move!", Mark yelled as he swung the axe, only for it to get lodged in the window. "Sh**, it's stuck!", he exclaimed. Mr. Parker snarled as he got up and and grabbed Max's leg. With wide eyes, she quickly kicked the corpse away from her and backed away from it. She then fell out of the trunk and landed on her side on the cement with a thud.

The walker landed on top of her and tried to take a chunk out of her throat, but Max held it back. Carley ran up to her loading her gun. "SHOOT IT!", Max yelled as she desperately held the walker's head up high. Carley quickly placed the tip of her gun on the head and pulled the trigger, killing the walker. The girl heaved the corpse off of her and gasped for air.

"You OK?", Carley asked as she knelt down next to her.

"Yeah... thanks," said Max as she gasped for breath.

Everyone had gathered around to see what happened.

"Why'd you bring him in the first place, you a**hole?! You're gonna get us all killed!", Larry yelled at Lee as Carley helped Max back up.

"Dad, you need to calm down," Lilly said.

Kenny glared at Ben and Travis as he comforted Kat. "Why didn't you tell us he was bitten?!", he demanded.

"What?!", Ben asked.

"He was bitten and you didn't say a thing!", Kenny yelled.

"Look, he wasn't bitten!", Travis said firmly.

"Well, your 'not bitten' friend over there came back to wife, tried to kill Kat, and nearly ripped out my throat!", said Max as she glared at the two.

"Wait, y'all don't know?", Ben asked.

"What the h**l you talking about?", asked Kenny as all eyes turned to Ben and Travis.

"It's not the bite that does it. You come back no matter how you die," Ben explained. Max gasped as everyone's eyes widened. "If you don't destroy the brain, that's what happens."

"We're all infected?", asked Lee. "All of us?"

"I guess. All I know is that I've seen people turn who I KNOW weren't bitten," said Ben. "We first saw it happen when were hiding out in the school gym with some other students and teachers. We thought we were safe, but one of the girls, Jenny Pitcher, I guess she couldn't take it anymore and took a lot of pills. Someone went into the girls' room the next morning and found her. Soon, walkers started showing up in the gym and so far, I think that our group were the only ones to make it out alive," said Travis.

"BACK OFF!"

Everyone whipped around to see Carley aiming her gun at two men outside the gate. In their hands were containers for gasoline.

"Whoa, lady, relax!"' One of the men said. "Me and my brother just wanna know if you can help us out."

"I said back off!", Carley yelled. "Carley...", Lilly warned.

"What do you need help with?", Max asked in suspicion as she stood by Carley's side.

"We were wondering if y'all had any gasoline we could take back to our dairy a few miles away from here," said one of the men.

"Why do you need gas?", asked Carley. "Our place is surrounded by an electric fence. Generators provide the electricity. Our generators run on gas," said one of the men. "Look, we own a dairy farm a few miles away from here and if y'all be willing to lower your guns, we could talk about making a trade."

"Who are you?", Lilly asked.

"I'm Andy St. John, and this is my brother Danny," the man said introducing himself.

"How're y'all doing on food?", asked Danny. "We got plenty of it back at the dairy."

"Food?!", Max asked in excitement.

"Lee, why don't you and Mark go and check the place out and see if it's legit?", Lilly asked as she eyed the two men outside the gate in suspicion.

Carley put her gun in her pocket and looked at Lee. "I'll go with you. I got your back if anything there seems fishy," she said.

"Me too. You might need my help if you get stuck somewhere," said Max.

"So what do you say?", asked Andy. "Alright, it's a deal. We'll bring SOME gas to your dairy. In exchange, you give us some food to take back with us. We'll see how it goes from there," said Lee.

"That sounds fair. A couple gallons should be able to power one of our generators for a while," said Andy. Lilly turned to Ben and said, "You, go with them."

"What? Why?"

"You can help carry some of the gallons," said Lee. Ben slumped his shoulders. "Alright..."

Max pushed back the gate as Lee and Ben grabbed a couple gallons of gasoline. Mark, Lee, Carley, Ben, and Max stepped out into the street. "You ready?", asked Andy.

"Yeah. Let's go," said Lee as the group trudged into the forest and out of Lilly's sight.

* * *

"So this dairy you guys own... you really have food there?", asked Mark as they walked down the path. "Sure do. We lost most of the cattle to the dead, but we still have lots of milk, butter, and cheese stocked up," said Andy. "And with the vegetables we grow, we got plenty of food," said Danny. Max, Lee, and Carley walked at a slower pace.

"It's so nice to get away from that motel for once," said Carley. "This Lilly versus Kenny thing is really starting to get ridiculous."

"Tell me about it," Max muttered in agreement. "Personally, I'd be happier if you started to take charge more," said Carley. "You think that they'd want me as a leader?", asked Lee. "Sure. Everybody looks up to you," said Carley. "Including Clementine," Max pointed out. "Well, not everyone thinks I'm so trustworthy," Lee said.

"You mean Larry?", Max asked as she raised an eyebrow. Lee nodded. "Ugh. That jerk always yells at you with every chance he gets," she said. "Um, Max? Can you give us a minute?", asked Carley. The girl in disguise shrugged. "Sure," she said as she jogged to catch up with Ben, Mark, and the two brothers.

"So, why don't you tell us a little bit about yourself, Lee?", asked Andy. "I guess the motor inn is my home now," said Lee.

"That place has seen better days, huh?", asked Danny.

"You can say that again. That place was a mess when we first found it," said Carley. "Y'all seem pretty settled in at that motor inn. Who's running things there?", asked Andy. "Lilly's in charge, but most of us think someone else should be the leader," said Lee.

"How many people you got over there, anyway?", asked Danny. "Well, Ben and his friend Travis are new, but we also have enough to defend ourselves," Max replied. "That's good. It's getting pretty dangerous out there, you know," said Andy. "We'd love to get all of ya out to the dairy. Like I said, we've got plenty of food, and frankly, we could always use an extra helping hand."

"I used to help out on a goat farm during summertime," Ben said as he looked over his shoulder. "That's great. Everything helps!", said Danny.

"Our Mama's been running the dairy for as long as we can remember, but now it's-"

"You think they're gonna cut me out of this?!"

"Oh sh**, get down!", Andy whispered as they quickly crouched down. They hid behind some bushes and saw two men dressed in ragged clothing arguing. Max hid behind a tree with Carley, who had her gun ready.

"Nobody's trying to cut you outta anything," one of the mysterious men said.

"Great, just what we need. Bandits," Danny muttered.

"Bandits?", Lee asked looking at the brother. "Those look like the people who raided my camp!", said Ben.

"Who are they?", asked Max.

"A**holes, that's who they are," Andy whispered back.

"There's only two of them," Carley pointed out as they looked back at the argument. "And you know what?! We ate it all! What're you gonna do about it?", asked one of the bandits. "Don't worry. Danny and I got your back if something happens, but let's just wait this one out for now and hope that they go away," said Andy.

Suddenly, one of the bandits shot the other one in the head. "F**K YOU!"

Ben gasped as the bandit repeatedly shot the already dead bandit in the head shouting, "F**K YOU! F**K YOU!"

"Mother of...!", Max whispered as she clutched the tree tightly. The bandit spat on the other dead bandit before stomping away.

"The world out here has gone to sh**. Come on, let's get to the dairy where it's safe," Andy said as he got up. The others soon followed and walked away from the scene.

...

...

Soon, they had made it to a beautiful farm surrounded by an electric fence. "Here it is. Welcome to the St. John's family dairy!", Andy announced proudly. "Y'all can see how we've kept this place safe," he said gesturing to the electric fence.

"This fence keeps them out?", asked Lee. The other man nodded. "You betcha. They fry like bugs in a zapper," he said. "We're pushing 4000 volts through that thing with our generators and amps."

"I'm gonna assume that's a lot...", Carley stated.

"Have you guys ever had any accidents?", asked Max as they reached the house "Nope," said Danny. "It's safer here than it is out there," said the other man.

"This place looks untouched! You'd never know that the rest of the world's in ruins," Carley remarked.

"I thought I saw y'all with some company!", a red haired woman wearing a pink flannel shirt said as she walked down the steps. "Everyone, this is our mama," Andy said with a smile. "I'm Brenda St. John, and welcome to the St. John's dairy!", the woman said. Everyone nodded in greeting.

"This here is Lee. He and his group has been living down at the old motel," said Andy. "Oh my goodness, that place is pretty vunerable. Have you got someone with survival experience to lead your group?", asked Brenda.

Max wasn't sure how to answer that one. She opened her mouth to say something, but Lee beat her to it. "We work together, plus we got some people with military experience," he said. "That's good. That motel ain't the safest place. Now that y'all are here, we'll make sure you're safe and comfortable.

"Does that offer apply to the rest of us?", asked Lee. "We're all incredibly hungry," said Carley. "These are for y'all. Baked 'em fresh this morning," Brenda said as she help out a basket filled with biscuits.

"Amazing!", Carley exclaimed as she tried not to drool at the sight.

They handed the basket to Max. Lee and the group turned to her and were a little surprised to see that she was happily munching on a piece of bread. The disguised girl felt their eyes on her, swallowed a piece, and chuckled nervously.

"Hehe... sorry," she said scratching the back of her head. Carley smiled and shook her head.

"Can't get stuff like that anymore, not without a cow for milk and butter," said Danny.

"Your cow's sick? What's she-", Lee began but was cut off by Mark.

"We have a vet! We could bring her here and she could help you folks out!", said Mark. "A vet? Oh my, our prayers have been answered!", said Brenda. "Maybe our whole group could come over for the day," Mark suggested. "Well, how about this? You go and bring your veterinary friend and I cook y'all up some dinner? It'll be nice to have some folks to help out here again," said Brenda. Max grinned and wiped a bit of drool off the side of her mouth. "You had me at 'dinner'," she said.

"Danny, why don't you come help me out in the kitchen?", asked Brenda. "Sure thing, Mama," Danny said as he and Brenda walked into the house.

"Why don't I head back with the food and round everyone up for the trip back?", asked Carley.

"You might wanna take someone with you. Remember, these roads are dangerous these days," said Andy St. John.

"I can handle myself," said Carley.

"Here. Take this," Mark said as he handed her the rifle. "Why don't you take Ben and Max back with you?", Lee suggested.

"Alright. Take care of yourself, Lee. See ya in a while," Carley said as she strapped the rifle over her shoulder. The three turned around and started walking down the path.

"And try not to eat all the biscuits on the way back, Max!", Lee called out with a smirk. Max scowled playfully.

"Oh, shut up!"


	5. Chapter 5

"Yo!"

Lilly jerked up at the voice. She grabbed her rifle, but when she saw who the voice belonged to, she relaxed.

"Oh, hey Max," she greeted as Max, Carley, and Ben pushed the gates back and walked into the lot. "What's that you're carrying?", she asked.

"It's a basket of biscuits the guys at the dairy gave to us. We uh... kinda had a few on the way back," Carley said sheepishly.

"How much to you mean by 'a few'?", Lilly asked as she glared at them. The trio exchanged a look.

"Uh... about three or four," said Carley.

"We can't trust you to do anything right, can we?! Not even with food!", Larry snapped. Ben flinched and took a step back.

"Dad, calm down..."

"When we ask you to do a simple task, you always screw up!"

"We don't always screw up!", Max countered. "I don't see you getting up off your a** to do any work."

"Watch your mouth, boy!", Larry growled.

"Where's Lee?", Clementine asked, ignoring the argument.

"He's back at the dairy with Mark checking out the electric fence and clearing the area of anything dangerous," Carley answered. "Electric fence?", asked Kenny. Carley nodded before she saw Max take off one of her shoes and had gotten ready to throw it at Larry, who's back was turned. Just when she was about to throw it, Larry turned around and she quickly hid it behind her back. Carley held back a laugh, imagining what would have happened if Larry hadn't turned around at that moment.

"Is that place safe?", asked Katjaa.

"They said it was. Said we should bring you back there," Carley said.

"Well, I say we go, but if anything happens at the dairy, we come straight back," Lilly said before she turned to Carley, Ben, and Travis. "You three, stay here and guard the motor inn."

"What? Why us?!", Ben asked. "Because you ate some of the food on the way back," Lilly stated simply.

"She actually has a point, Ben," Travis said.

"Alright, Max, lead the way," said Kenny. Max looked at him once she got her shoe on. "Huh?"

"You do know the way back there, don't you?", asked Lilly. "Yeah, of course I do!", the girl in disguise said standing up. "Well, lead the way then!", said Kenny. "You got it. See ya when we get back, guys!", Max said over her shoulder as she led them out into the forest.

"Do you think they're gonna be OK?", asked Ben. "Hey, they got Max and Kenny with them, so they'll be fine. Trust me, he saved Lee and I when we were cornered by walkers all by himself," Carley said as she climbed onto the RV.

"Sh**, that guy's tough," Travis muttered.

* * *

"And here we are!", Max said as they reached the dairy.

"This place is beautiful!", Katjaa stated. They noticed Lee, Mark, Andy, Danny, and Brenda by the house.

"Hey y'all!", Kenny greeted with a wave. The smile fell when he saw an arrow lodged in Mark's shoulder. "Mark! What happened?!", Katjaa exclaimed. "He was shot with an arrow," Lee explained as everyone looked at him in concern.

"Are you gonna be OK?!", asked Lilly. "Yeah, I'm fine. I should just... pull it out...", Mark groaned. "That'll only make the pain worse," Max pointed out. "Someone needs to take that out carefully."

"Brenda's got you, honey," Brenda reassured Mark. "C'mon inside now. We'll get this sorted out," she said as she led Mark into the house with Katjaa following them. "What kind of sh** is this?!", Larry demanded as he looked at Lee. "We ran into some people on the way here... bandits. I think they were the ones that attacked us," Lee explained. "They gave us a lot of problems in the beginning. They killed a bunch of our farmhands, but we manage to get them to stop by making a deal with them," said Andy.

"You knew about these people?!", asked Kenny.

Danny sighed. "Food for protection. Not like we had much of a choice, but they did leave us alone," he said. "Son of a b**ch, Carley said this place was safe!", Larry said. "Maybe it isn't as safe here as we thought it was," said Lee. "We're sorry, we've never had them screw with us like this. Not since we started giving them food. Listen, we may have had an agreement with them, but we will NOT take this sh**!", said Andy.

"Ain't no way we're gonna let them get away with this," Danny muttered.

"You know where these a**holes are?", asked Kenny.

"They're pretty hard to pin down, but I think I know where at least one of their camps are. When you're ready to scope out that bandit camp, find us," said Danny as he and Andy walked up to the porch.

"Bandits? Are you serious? This place isn't safe, we can't stay here," said Lilly.

"Not safe? This place is a h**l of a lot safer than that motor inn. I think we can handle a couple of punks with bows and arrows with the guns we have," said Kenny. "What we need to do is find a way to get our whole group out here and stay. Take this place over if we have to."

"Whoa, cool your jets, Rambo. These are nice people, let's not do anything to get us thrown out of here before we eat," said Larry. Max shot him a look. For once, she actually agreed with the old man.

"I'm gonna head out and help Danny find those bandits. You guys should try to make friends with Andy and Brenda," said Lee.

"Well, that's easy. I've got charm coming out of my a**," Larry said.

Max groaned in disgust at his comment. "Yeah, that's... real charming, dad," said Lilly. "Where's Ben, Carley, and Travis?", asked Lee. "Lilly had them stay behind and guard the motor inn cause we ate some of the food on the way back," Max explained sheepishly.

Andy walked up to them and said, "Hey, I remember seeing kids in your group, so I went ahead and fixed up that swing over there. Hope you kids like swings!"

Duck and Clementine smiled. "A swing! I love swings! Just like the one at my treehouse! Come on, Duck!", Clementine exclaimed as she and Duck ran over to the swing with Kenny walking behind them. Max smiled at the children before turning to Lee. "Hey, Lee? Can I come with you?", she asked.

"I'm afraid not, Max. You may be able to defend yourself, but these guys are way to dangerous for you to handle right now," Lee said.

"Aw..."

"Listen, why don't you get comfortable here and wait for me to get back, alright?", he asked. Max's shoulders slumped in defeat. "OK...", she muttered as she trudged over to a tree stump near the swing and sat on it. "Hi Max!", Duck exclaimed as he swung back and forth while Kenny pushed him. Max looked up at the boy and smiled. "Hey Duck. Having fun?", she asked. Duck nodded eagerly. "Yeah!"

She then stood up and stretched. "Well, I don't know about you, but I'm kinda bored. I'm gonna go check this place out a bit," she said.

"Alright, but be careful," Kenny advised.

"Yes Mom," Max joked as she walked away. Kenny smirked and shook his head.

Max whistled a tune as she entered the barn, finding a cow lying in a stable. "Whoa, haven't seen a living animal like you for a while," she remarked. She knelt down and patted the cow.

"Good boy," she said with a smile.

The cow then snorted on her arm.

"Uh, sorry. Good girl," she corrected before she stood up and left the barn. She could see Larry and Brenda chatting with each other. Larry then said something that made Brenda laugh.

_"You have got to be freaking kidding me,"_ she mentally deadpanned. Max shook her head and walked back to the swing, which was now vacant. She stared at it for a moment before she shrugged and sat down on it.

"Hey."

She looked over her shoulder and saw Lilly standing a few feet away. "Oh, hi Lilly," Max greeted.

"How you doing?"

"Good..."

"Want me to push you?"

Max tilted her head in confusion. "Huh?"

"On the swing."

"Uh..."

"Look, do you want me to push you or not?", Lilly asked.

Max shrugged. "Sure..."

Lilly then began to push Max as the disguised girl swung back and forth. She noticed the dumbfounded look on Kenny's face as he watch Lilly push her. The look on his face as hilarious, causing her to snicker quietly.

"So, what do you think of this place?", asked Lilly after an awkward silence.

"It seems alright, but I don't think we can stay here long," Max replied. The two were silent for a few minutes as Lilly kept pushing her. The teen then chuckled.

"You know, this kind of reminds me of something I did with my friends back then," she said.

"Oh really?"

"Yeah. This crazy friend of mine got this stupid idea to take a rope and swing across the river. Her name was Elizabeth, but she prefers Lizzy."

"What did you do?"

"I told her that she was crazy, which she kind of is. Of course, she ignored me and went along with her plan. My other friend Scott was always looking for adventure, so he agreed with her. They tied the rope to a strong branch and swung across the river one at a time. I had this other friend that joined us, but she moved away because she was being bullied," said Max. "Anyway, Lizzy somehow managed to convince me to follow them, so I took the rope and swung across, but halfway, I lost my grip and landed in the river."

Lilly rose an eyebrow and stopped pushing momentarily. "What happened after that?"

"Scott and Lizzy dove in after me and helped me out. We were pretty lucky that river didn't have leeches in it. We were all soaked and people stared at us on our way home, but we didn't care."

Max then frowned. "I wonder if they made it out OK when the walkers started popping up..."

"I'm pretty sure they did," Lilly assured as Max jumped off the swing. She then noticed something in the distance. "Hey, Lee's back!", she exclaimed as she ran towards the two. She skidded to a halt when they entered the gate. "Hey, you OK? Did something happen?", she asked when she saw the look on Lee's face.

"Trust me, Max, you do NOT want to know," he said. "Where's Clementine?"

Max simply jabbed a thumb towards the barn. Clementine could be seen peeking through the doors before she closed them. "I bet she really missed you," she said.

"Oh yeah, I almost forgot...", Lee said as he reached into his pocket and pulled out Clementine's hat. "Hey, you found her hat! Nice job!", Max praised.

"I found it in the woods at this camp. This crazy lady had stolen it from our camp a few days ago and said Clementine was her daughter." Lee said with a frown. Max's smile immediately frowned. "She what?!"

"I know. That woman was obviously crazy and was trying to tell me something, but before she could, Danny straight up shot her in the head," said Lee.

Max's jaw dropped. "Why the h**l did he do that?!", she asked.

"I don't know, but personally, I think you and the kids should stay away from him," Lee said as he walked to the barn. Max followed him and found Clementine, Duck, Katjaa, and Andy gathered around the cow. "It's OK, Clementine, you can pet her," Katjaa said. Clementine glanced up at Lee.

"It's OK, go ahead," Lee said. Clementine nervously stepped towards the cow and stroked it's head.

"Whoa...", she gasped. "Katjaa says Maybelle could have her baby tonight!"

Max rose an eyebrow. _"The cow's pregnant?"_

Her gaze drifted over to a large, cube shaped object next to Duck. She knelt down and examined it. "Hey, what's this thing?", she asked.

"Daddy says it's called a salt lick," said Duck.

"Yeah, but don't lick it, it's gross!", Clementine said.

Lee smiled and crossed his arms. "Did you lick it?"

Clementine gave him an innocent look. "I don't know..."

Lee held back a laugh, but Max let out a snicker and covered her mouth to hide her smile. "So... have we missed anything?", she asked. "No, not really," Duck replied before he sniffed. "Hm, it smells funny in here."

"Like manure," Clementine piped up.

"Manure?"

"Doo-dee."

Max then lost her balance and fell down laughing. The three chuckled together as Lee smiled and rolled his eyes.

"Kids...", Katjaa scolded.

The trio immediately stopped giggling. Max stood straight back up and dusted herself off. "Sorry Kat..."

Lee then remembered Clementine's hat and pulled it out. "Here Clementine."

The girl gasped. "My hat! You found it!", she exclaimed as she placed it back on her head. "I knew you'd find it! You said you would! Thanks so much!"

"Um, Clem? Did you happen to give your hat to anyone by any chance?"

"No."

"Did you see anyone by the Motor Inn that might have taken it?", Max asked.

"No. Why?"

"It's probably nothing, but just let me know if you see anything," said Lee.

"I will. Hey Lee? Do you think you'll ever have kids?", Clem asked.

Lee smiled. "I'd like to someday. Maybe a little girl, like you."

"Dawww," Max sighed in the background. "You know, I think you'd make a great dad, Lee."

"Do you guys wanna pet the cow with us?", asked Clementine. "Nah, that's OK," said Lee. His gaze drifted over to a door at the back of the barn. He and Max walked over to it and found that is was locked shut. "So you guys found it to, huh?", Kenny asked walking over to them. "They're definitely hiding something behind this door. I managed to sneak a peek. They've got boxes of stuff and something metal and sharp."

"Don't get paranoid, Kenny."

"It's my job to be paranoid," Kenny retorted. "I've got my whole family here. How about you? What about Clem?"

"I'll protect her no matter what."

"I know you will, Lee. That guy with Katjaa over there... I saw him lock this thing up real tight the second we got here. I definitely heard a noise back there. We gotta be sure about this, so go find a hammer or something and I'll yank this thing off in a second. You two back me up incase those farmers come running."

"Wait a second Kenny, you should think about this. You smash that lock. Then what if it turns out that you're wrong?", asked Max.

"Alright professor, what do you have in mind?", asked Kenny. Max shrugged. "Let me have a look at what we're dealing with first," Lee said as he examined the lock.

"Hey, Lee? You know how to pick a lock, right?", Kenny asked. "No! Why would you sway that?", asked Lee.

"Well, you're, ya know... urban?"

Max mentally banged her head on a wall. "Oy..."

"Oh, you are NOT saying what I think you're saying,"

"Sorry man! I'm from Florida. I tend to say some crazy sh** sometimes...", Kenny muttered as he scratched the back of his head.

"Oh, for the love of-! Move over," the teen groaned as she pushed her way through them and examined the lock. "Hey guys, you see these screws?", she asked. "Instead of breaking the lock, I bet we can just take it off, have a quick peek inside, and then place it back on like nothing happened."

"Sound like a plan. I'll hang around here and keep my eye on the guy with the cow," said Kenny.

"Andy," Lee corrected.

"Thought that was Danny."

"Can I help you boys find something?", Andy asked.

"We're just checking out the barn. Never been to a dairy farm before," Lee said quickly.

Max smiled slightly. _"Nice save, Lee," _she thought. "OK, but don't roam around the from without me or Danny. The farm can be a dangerous place, you know, with the bandits and all. Sorry about your friend. Hey uh, do me a favor. Don't f**k with that door, alright? Mama gets nervous," said Andy.

"Andrew, I need your help again!", Katjaa called.

"Not a problem, Doc," Andy said as he walked back over to Maybelle's stall.

"Great. Any ideas?", asked Kenny.

"I got nothing," Max said.

"Give me a minute. You two stay here," Lee ordered as he stepped out of the barn. Kenny and Max exchanged a confused look as they leaned against the wall and waited. Several minutes later, Andy left the barn and could be heard grumbling about the generator. Lee quickly stepped back in.

"OK, let's go," he whispered.

Just then, a bell could be heard ringing in the distance. Duck hopped to his feet. "Mom, Dad! It's dinner time! It's dinner time!", he exclaimed.

"I'll make an excuse for you two. Find out what's behind that thing!", Kenny whispered as he, Clementine, Duck, and Katjaa left the barn. Lee pulled a multi tool out of his pocket and began unscrewing the lock. As he did, Max peeked into one of the stables and found a bin filled with clothes.

"That's weird...", she thought out loud.

"I got it!", he whispered as he pulled the doors open.

What the duo saw next shocked them.

Inside was a room that looked more like a slaughter house. On the floor, there was blood smeared everywhere with tools stained with blood scattered around the place.

"Boys, didn't you hear the bell?"

The two whirled around to find Andy standing behind them. "It's dinner time."

Max gulped. "Um, why is there a lot of blood in there?"

"That's from when we hunted animals and skinned them, I guess we forgot to clean it up," Andy replied. "Come on, let's not keep them waiting."

The three then walked out of the barn, but Lee and Max lagged behind. "They're hiding something, Lee," Max whispered. Lee nodded in agreement as they stepped inside.

"Wow, look at all this food!", Duck exclaimed.

"Oh, Brenda, you are an angel!", Larry chuckled.

"Everybody sit down and I'll go get the meal. Oh, this is a delight!", said Brenda.

Max scanned the room and noticed that something was missing. "Hey, where's Mark?", she asked. "Now don't you worry about him. I brought some food up. You just let him rest," said Brenda.

"Mind if I wash my hands first?", asked Lee.

"Sure. Bathroom's right across the hall."

Lee nodded and stepped out of the dining room, but took Max by the arm and gently led her to the stairs.

"What're you-?"

"Shh! Come on," he whispered as the two quietly climbed up the stairs. Max winced as a floorboard beneath her creaked, but no one heard. The duo then walked over to a cabinet and opened it, revealing a bunch of medical supplies.

"What's up with all the morphine?", Max asked noticing several jars. Lee noticed a switch and flipped it as another light came on in a room.

"What the?", he asked. The two then stepped into the room Mark was staying in. Their eyes widened, finding that Mark wasn't there.

"Where the h**l is Mark?!", asked Max. Suddenly, they heard a moan of pain coming from behind a bookshelf. They could see light coming out from under it. Lee and Max pushed it out of the way and opened the door, finding a horrifying sight.

Mark was lying on the floor legless surrounded in a pool of his own blood. Max gagged at the sight and held a hand to her mouth in horror.

"L-Lee... Max..."

"Mark?! What the h**l happened to you?!", asked Lee.

"Brothers..."

"W-What?! Those mother-!"

"Don't... eat... dinner...", Mark moaned.

"Lee! Did you fall in? Dinner's ready!", Brenda called from downstairs.

Lee and Max gasped and exchanged a look. "Clementine!", they said in unison before they darted down the stairs. The two made it to the dining room just in time to see Clementine bring a piece of meat up to her mouth.

"CLEMENTINE, NO!", Lee yelled. The girl stopped and set the fork down. The rest of the group looked up in confusion while Andy, Danny, and Brenda kept eating as if nothing happened.

"Lee? Did you guys find something back there?", asked Kenny.

"Sit your a**es down. This nice lady has made us a meal!", Larry snapped. "Yeah Lee, what's your problem?", Lilly asked.

"You're all eating HUMAN meat! All of you!", Max exclaimed.

"Max, you're scaring the kids!", said Kenny.

"It's the truth! Go upstairs! Mark is up there with his f**king legs chopped off!", Lee said. "We need to get out of here now!"

Katjaa then noticed that something was up and took away Duck's plate.

"Mom, I was eating that!"

"You're out of your skulls!"

"Brenda, tell me that he's not being eaten right now!", Max demanded.

After a moment, Brenda sighed. "It's true."

"Everything coulda turned out alright for you folks...", Danny muttered. Lilly groaned and pushed her plate away from her. "I'm gonna puke..."

"He woulda died anyway! We gotta start thinking about LIVING!", Andy said.

"Settle down, honey. Growing up in rural Georgia, you're taught not to waste. It's how I was raised and how I raised my boys. Now you got monsters roaming around that do nothing but eat people! And for what? To continue to rot till they eat some more!", said Brenda.

"You're all sick! Sick in the head!", Lee exclaimed.

"Andy is right. We go after folks that were gonna die anyway," said Brenda.

Max gritted her teeth as Danny looked up at them.

"Like y'all."

"CLEMENTINE, RUN!", Lee yelled. Andy drew a gun and pointed it at him. "Nobody's going anywhere!", he growled as Danny aimed his rifle at them.

"Let us go!", Lilly yelled.

"What the f**k?!", Larry shouted.

"I don't wanna die! Mommy, what did I eat?!", Duck cried.

"It's gonna be OK, guys!", Lee said.

"Lee! Lee!"

Andy then grabbed her by the hair and aimed his gun at Lee.

"CLEMENTINE!", Max screamed.

"LET GO OF HER!", Lee roared as he lunged at him, but was stopped in his tracks by Danny's rifle.

Suddenly, there was a thumping noise. Everyone froze as they turned to the stairs. Mark could be seen dragging himself across the floor.

"PLEEEEASEEE... SOMEONE!"

Everyone gasped. Lee turned around and looked at Clementine.

"CLEMENTI-", he began, only to get hit in the face by Danny's rifle. "LEE!", Max screamed as Danny aimed his rifle at her. "Now, if y'all cooperate, we MIGHT let some of you live...", he said with a sick grin.

* * *

Moments later, Max, Lilly, Kenny, Larry, Clementine, and Lee were shoved into a meat locker with the door slammed shut behind them.

As soon as Danny left, Lilly leaned against the wall and started puking up whatever she had ate. Larry started pounding on the door swearing at the top of his lungs.

"OPEN UP! I WILL TEAR YOU ALL APART!", Larry shouted.

"Stop it with the banging! We got find another way outta here!", said Kenny. "Max, any luck, yet?"

"Not yet," Max said as she looked for an exit.

"Well, keep looking! They've got Katjaa and Duck!"

The teen nodded and kept looking around the room with only one thought coming into her mind.

_"How could it come to this?"_


End file.
